CC RESOLUTION 4960RESOLUTION NO. 4960
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL SEGUNDO, CALIFORNIA
CONSENTING TO INCLUSION OF PROPERTIES WITHIN THE CITY'S JURISDICTION IN
THE CALIFORNIA HOME FINANCE AUTHORITY COMMUNITY FACILITIES DISTRICT
NO. 2014 -1 (CLEAN ENERGY) TO FINANCE RENEWABLE ENERGY IMPROVEMENTS,
ENERGY EFFICIENCY AND WATER CONSERVATION IMPROVEMENTS AND
ELECTRIC VEHICLE CHARGING INFRASTRUCTURE AND APPROVING ASSOCIATE
MEMBERSHIP IN THE JOINT EXERCISE OF POWERS AUTHORITY RELATED
THERETO
Recitals
WHEREAS, the California Home Finance Authority, a California joint powers authority,
(the "Authority ") has established the Community Facilities District No. 2014- 1(Clean Energy) in
accordance with the Mello -Roos Community Facilities Act, set forth in sections 53311 through
53368.3 of the California Government Code (the "Act ") and particularly in accordance with
sections 53313.5(1) and 53328.1(a) (the "District "); and
WHEREAS, the purpose of the District is to finance or refinance (including the payment
of interest) the acquisition, installation, and improvement of energy efficiency, water conservation,
renewable energy and electric vehicle charging infrastructure improvements permanently affixed
to private or publicly -owned real property (the "Authorized Improvements "); and
WHEREAS, the Authority is in the process of amending the Authority Joint Powers
Agreement (the "Authority JPA ") to formally change its name to the Golden State Finance
Authority; and
WHEREAS, the City of El Segundo is committed to development of renewable energy
generation and energy efficiency improvements, reduction of greenhouse gases, and protection of
the environment; and
WHEREAS, in the Act, the Legislature has authorized a parcel within the territory of the
District to annex to the District and be subject to the special tax levy of the District only (i) if the
city or county within which the parcel is located has consented, by the adoption of a resolution by
the applicable city council or county board of supervisors, to the inclusion of parcels within its
boundaries in the District and (ii) with the unanimous written approval of the owner or owners of
the parcel when it is annexed (the "Unanimous Approval Agreement "), which, as provided in
section 53329.6 of the Act, shall constitute the election required by the California Constitution;
and
WHEREAS, the City wishes to provide innovative solutions to its property owners to
achieve energy efficiency and water conservation and in doing so cooperate with Authority in
order to efficiently and economically assist property owners the City in financing such Authorized
Improvements; and
WHEREAS, the Authority has established the District, as permitted by the Act, the
Authority JPA, originally made and entered into July 1, 1993, as amended to date, and the City,
desires to become an Associate Member of the JPA by execution of the JPA Agreement, a copy
of which is attached as Exhibit "A" hereto, to participate in the programs of the JPA and, to assist
property owners within the incorporated area of the City in financing the cost of installing
Authorized Improvements; and
WHEREAS, the City will not be responsible for the conduct of any special tax proceedings;
the levy and collection of special taxes or any required remedial action in the case of delinquencies
in the payment of any special taxes in connection with the District.
NOW, THEREFORE, BE IT RESOLVED THAT;
1. This City Council finds and declares that properties in the City's incorporated area
will be benefited by the availability of the Authority CFD No. 2014 -1 (Clean Energy)
to finance the installation of the Authorized Improvements.
1 This City Council consents to inclusion in the Authority CFD No. 2014 -1 (Clean
Energy) of all of the properties in the incorporated area within the City and to the
Authorized Improvements, upon the request of and execution of the Unanimous
Approval Agreement by the owners of such properties when such properties are
annexed, in compliance with the laws, rules and regulations applicable to such
program; and to the assumption of jurisdiction thereover by Authority for the purposes
thereof.
3, The consent of this City Council constitutes assent to the assumption of jurisdiction
by Authority for all purposes of the Authority CFD No. 2014 -1 (Clean Energy) and
authorizes Authority, upon satisfaction of the conditions imposed in this resolution, to
take each and every step required for or suitable for financing the Authorized
Improvements.
4. This City Council hereby approves joining the JPA as an Associate Member and
authorizes the execution by appropriate City officials of any necessary documents to
effectuate such membership.
5. City staff is authorized and directed to coordinate with Authority staff to facilitate
operation of the Authority CFD No. 2014 -1 (Clean Energy) within the City, and report
back periodically to this City Council on the success of such program.
6. This Resolution shall take effect immediately upon its adoption. The City Clerk is
directed to send a certified copy of this resolution to the Secretary of the Authority.
Resolution No. 4960 was PASSED, APPROVED AND ADOPTED this 15th day of December, 2015.
Oes, .�.. ..............._._..
uzae Fu e ..
Mayor
ATTEST:
.� ..
Tracy 'w�e r, City Clerk
P ll t W' " I') AS TO FORM:
)JI
•, Attorney
CERTIFICATION
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO )
I, Tracy Weaver, City Clerk of the City of El Segundo, California, do hereby certify that the
whole number of members of the City Council of said City is five; that the foregoing Resolution
No. 4960 was duly passed and adopted by said City Council, approved and signed by the Mayor,
and attested to by the City Clerk, all at a regular meeting of said Council held on the 15th day of
December, 2015, and the same was so passed and adopted by the following vote:
AYES: Mayor Fuentes, Mayor Pro Tern Jacobson, Council Member Atkinson, Council
Member Fellhauer, Council Member Dugan
NOES:
ABSENT:
ABSTAIN:
NOT PARTICIPATING:
WITNESS MY HA @I: .l'HE OFFIClA(.. SEA1, OF SAM ; I rry this __.� clay of A911 2010.
racy Weaver, City Clerk
of the City of El Segundo,
California
CERTIFICATION
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO 1
I, Tracy Weaver, City Clerk of the City of El Segundo, California, do hereby certify that the
whole number of members of the City Council of said City is five; that the foregoing Resolution
No. 4960 was duly passed and adopted by said City Council, approved and signed by the Mayor,
and attested to by the City Clerk, all at a regular meeting of said Council held on the 15th day of
December, 2015, and the same was so passed and adopted by the following vote:
AYES: Mayor Fuentes, Mayor Pro Tern Jacobson, Council Member Atkinson, Council
Member Fellhauer, Council Member Dugan
NOES:
ABSENT:
ABSTAIN:
NOT PARTICIPATING:
WITNESS MY HAND 111E Ol "FI ,1A1:, SEA], 01 SAll:l CITY this clay of Alt 2016.
Exhibit A
RESTATED AMENDED AND T EXERCISE
(Original date July 1, 1993 and as last amended and restated December 10, 2014)
THIS AMENDED AND RESTAT'E'D JOINT EXERCISE OF POWERS AGREEMENT
( "Agreement. ") is entered into by and among the counties listed on Attachment 1 hereof and
incorporated herein by reference. All such counties are referred to herein as "Members" with the
respective. powers, privileges and restrictions provided herein.
I_: _ I
A. WIIEREAS, the California Rural Home Mortgage Finance Authority ( "CRHMFA ") was
created by aJoinl Exercise of Powers Agreement dated July 1, 1993 pursuant to the Joint Exercise
of Powers Act (commencing with Article I of Chapter 5 of Division 7 of Title 1 of' the
Goverrnmcnt: Code of` the State of` California (the "Act"). By Resolution 2003 -02, adopted on
January 15, 2003, [lie name of the authority was changed to CRHMFA I Iomebuyers Fund. The
most recent ameridmeiit to the Joint Exercise of' Powers Agreement was on January 28, 2004.
B. WHEREAS, the Members of CRHMFA Hornebuyers Fund desire to update, reaffirm,
clarify and revise certain provisions of the joint powers agreement, including the renaming of the
joint powers authority, as set forth herein.
C. WHEREAS, the Members are each empowered by law to finance the construction,
acquisition, improvement and rehabilitation of real property.
D. WHEREAS, by this Agreement, [lie Members desire to create and establish a joint powers
authority to exercise their respective powers for the purpose of financing die construction,
acquisition, improvement and rehabilitation of real properly within thc,jurisdiction of the Authority
as authorized by the Act..
NOW, TIIEREFORE, in consideration of the mutual covenants contained herein, lie Members
individually and collectively agree as follows:
1. Definitions
Unless (he context otherwise requires, (lie following terms shall for purposes of this
Agreement have the nneanings specified below:
"Act" rnca ns the Joint T:xercisc of' Powers Act, commencing with Article 1 of Chapter 5 of
Division 7 of Title 1 of the Governmcut Code of the State of California, including the Marks -Roos
Local Bond Pooling Act of 1985, as amended.
"Agreement" mcans this Joint Exercise of Powers Agreement, as the same now exists or as it
may from time to time be amended as provided herein.
Exhibit A
"Associate Member" means a county, city or other public agency which is not a voting
member of lire Mind County Rcpresentatives of California, a California nonprofit corporation
( "RCRC "), with legal power an(] authority similar to dial of lie Members, admitted pursuant to
paragraph 4.d. below to associate membership herein by vote of die Board.
"Audit Conunittee" means a committee made up of the nine- member Executive
Committee.
"Authority" means California Home Finance Authority ( "CI-IF"), formerly known as
CRIIMFA Homebuyers Fund or California Rural Horne Mortgage Finance Authority.
"Board" means the governing board of tlne Authority as described in Section 7 below.
"Bonds" means bonds, notes, warrants, leases, cerlifical.cs of' participation, installment
purchase agreements, loan agreements and other securities or obligations issued by lie Authority,
or financing agreements entered into by the Authority pursuant to the Act and any other obligation
within the meaning of the lean "Bonds" under the Act.
"Delegate" means the Supervisor designated by the governing board of each Member to
serve on the Board of the Authority.
"Executive Committee" means the nine - rnernber Executive Committee of the Board
establislied pursuant to Section 10 hereof.
"Member" rnea-irs jury county which is a member of RCRC, has executed this Agreement
acrd has become a rnernber of the Authority.
"Oblig"ations" means bonds, notes, warrants, leases, certificates of par6crpatron, installment
purchase agreements, loan agreements curd other securities or obligations issued by the Authority,
or financing agreements entered into by [lie Authority pursuant to the Act and any other financial
or legal obligation of the Authority under the Act.
"Program" or "Project" nicans any work, improvement, program, project or serVlcc
undertaken by the Authority.
"Rural County Representatives of California" or "RCRC" means (he nonprofit entity
incorporated under that name in tic State of Calilornia.
"Supervisor" means an elected County Supervisor from an RCRC rnernber county.
The purpose of the Authority is to provide financing for the acquisition, construction, ,
improvement and rehabilitation of real property in accordance with applicable provisions of law
fir the benefit of residents and communities. In pursuit of thus purpose, this Agreement provides
for lie joint exercise of powers common to any of its Members and Associate Members as
provided herein, or otherwise authorized by the Act and other applicable laws, including assisting
Exhibit A
in financing as authorized herein, jointly exercised in the manner set forth herein.
The principal office of die Authority shall be 1215 K Street, Suite 1650, Sacramento,
California 95814.
rf'lic Authority is hereby created pursuant to the Act. As provided in the Act., the
Authority shall be a public cnlit.y separate and distinct from the Members or Associate Members.
b. The Authority will cause a notice of Ibis Agreement or any amendment hereto to
be prepared and filed with the ollice of` the Secretary of State ol' California in a timely fashion in
the manner set forth in Section 6503.3 of the Act.
C. A county that is a member of RCRC may petition to become a member of' the
Autlority by submitting to tie Board a resolution or evidence of other formal action taken by its
governing body adopting this Agreement. The Board shall review the petition for membership
and shall vote to approve or disapprove lie petition. If the pc6(ion is approved by a majority of
the Board, such county shall immediately become a Member of the Authority.
d. An Associate Member may be added to the Authority upon the affirmative
approval of' its respective governing board and pursuant to action by die Authority Board upon
such terms and conditions, and 116th such rights, privileges and responsibilities, as may be
established from lime to Lime by die Board. Such terms and conditions, and rights, privileges and
responsibilities may vary among the Associate Members. Associate Members shall be entitled to
parlicipale in one or more programs of the Authority as determined by [lie Board, but shall not be
voting members of' the Board. The Executive Director of the Authority shall enforce lie terms
and conditions for prospective Associate Members to the Authority as provided by resolution of
the Board and as amended from time to time by die Board. Changes in the terms and conditions
for Associate Membership by the Board will not constitute an amendment ol' this Agreement.
This Agreement shall become elleclive from the date hereof until (lie earlier of' the time
when all Bonds and any iutcrest thereon shall have been paid in full, or provision for such
payncnt shall have been made, or when the Authority shall no longer own or hold any interest in a
public capital improvement or program. The Authority shall continue to exercise the powers
herein conferred upon it until termination of this Agreement, except that if any Bonds are issued
and delivered, in no event shall the exercise of [lie powers herein grunted be terminated until all
Bonds so issued and delivered and the interest 117crcon shall have been paid or provision for such
payment shill have been made and any other debt. incurred Nvidi respect to any other linaricing
program established or administered by die Authority has been repaid in full and is no longer
outstanding.
Exhibit A
a. To effectuate its purpose, the Aulhority shall have the power to exercise any and all
powers of the Members or of a joint powers authority under the Act and other applicable
provisions of law, subject, however, to [lie corrditiorrs and restrictions herein contained. Each
Member or Associate Member may also separately exercise any and all such powers. The powers
of the Authority are limited to those of a general law county.
b. `l,]rc Authority may adopt, 1rom Lime to time, such resolutions, guidelines, rules and
regulations for (lie conduct of` ifs meclings and die activilics of [lie AudioriLy as it deems necessary
or desirable to accomplish its purpose.
C. The Authority shall have the power to finance [lie cot strucLion, acquisiliion,
improvement, and rehabilitation of real property, including the power to purchase, with the
amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by
al ty of its Members or Associate Members and other local agencies at public or negotiated sale, for
the purpose set forth herein and in accordance with the Art. All or any part of such bonds so
purchased may be held by Lhc Authority or resold to public or private purchasers at public or
negotiated sale. The Aullrority shall set any other terms and conditions of any purchase or sale
contemplated herein as it deems rncccssary or convenient and in furtherance of the Act. The
Authority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its
property or revenues as security to Llnc extent permitted by resolution of the Board under any
applicable provision of law. The Authority may issue Bonds in accordance with the Act in order
to raise funds necessary to effectuate its purpose hereunder and may cater into agreements to
secure such Bonds. The Authority may issue other forms of indebtedness authorized by the Act,
and to secure such debt, to further such purpose. The Authority rna), ulilize other forms of capital,
including, but not limited to, the Authority's internal resources, capital markers and other forms o1'
private capital mvestrnerr( authorized by [lie Act..
d. The Aullrority is hereby authorized to do all acts necessary for the exercise of its
powers, including, but not limited to:
(1) executing contracts,
(2) employing agents, consultants and employees,
(3) acquiring, coush-trcting or providing for maintenance and operation of any
building, work or improvement,
(4) acquiring, holding or disposing of real or personal properly wherever
located, including property subject to mortgage,
(5) incurring debts, liabilities or obligations,
(G) receiving gifts, contributions and donations of property, funds, services and
any other forms of assistance horn persons, firms, corporations or
governmental culiks,
(7) suing and being sued in its own name, and litigating or settling ally suits or
chums,
(8) doing any and all lhings necessary or convenient to the exercise of its
specific powers and to accomplishing its purpose
(9) establishing and /or administering districts L.o finance and relinarrce the
acquisition, installation and improvement of energy eflicicucy, water
Exhibit A
conservation and renewable energy improvements to or ou real property
and in buildings. The Authority may enter into one or more agreements,
including without hinilation, participation agreements and implcmerntation
agreements to implement such programs.
C. Subject to (lie applicable provisions of any indenture or resolution providing for the
investincnt of monies held I]rercunder, die Authority shall have (lie power to invest any of its funds
as die. Board deans advisable, in the same inaurrrcr and upon the same conditions as local agencies
pursuant to Section 53601 of the Government, Code of the Stale of California.
F. All properly, equipment, supplies, funds and records of` [lie Authority shall be
owned by [lie Authority, except as may be provided otherwise herein or by resolution of- the
Board.
g. Pursuant to the provisions of Section 6508.1 of (he Act, lire debts, liabilities and
obligations of the Authority shall not be debts, liabilities and obligations of die Members or
Associate Members. Any Bonds, Logether, with any interest, and premium thereon, shall not
constitute debts, liabilities or obligations of any Member. The Members or AssociaLe Members
hereby agree that any such Bonds issued by the Authority shall riot constitute general obligations of'
the Authority but shall be payable solely from Llic moneys pledged to the repayment of- principal or
interest on such Bonds under the terms of' Liie resolution, indenture, Lrust, agreemerrr or other
inst -r unent pursuant to which such Bonds are issued. Neither the Members or Associate
Members nor the Aut.horit}, shall be obligated to pay the principal of or premium, if any, or
interest on the Bonds, or other costs incidental thereto, except from the revenues and funds
pledged therefor, and neither the Ruth and credit nor the laxing power of the Members or
Associate Members or the Authority shall be pledged to the payment of the principal of or
prcniitrm, if aury, or interest on the Bonds, nor shall the Members or Associate Members of the
Authority be obligated in any manner to make any appropriation for such payment. No covenant
or agreement contained iu any Bond shall be deemed to be a covenant or agreement, of' any
Delegate, or aury officer, agent or employee of the Authority in an individual capacity, and neither
[he Board nor any officer thereof executing Clue Bonds or any document related thereto shall be
liable personally on any Bond or be subject to any personal liability or accountability by reason of'
die issuance of any Bonds.
a. The Board shall consist of the number of Delegates equal to one representative
from each Member.
b. The governing body of` each Member shall appoint one of its Supervisors Lo serve
as it Delegate on [lie Board. A Member's appointment of its Delegate shall be delivered in tiaRiting
(which may be by electronic mail) to [Ire Authority acid shall be effective until lie or she is replaced
by such governing body or no longer a Supervisor; any vacancy shall be filled by the governing
body ol` the Member in the sanie manner provided in this paragraph b..
C. The governing body of' each Member of [lie Board shall appoint a Supervisor as an
alternate to serve on the Board in the absence ol- the Delegate; flue alternate may exercise all the
Exhibit A
rights and privileges of the Delegate, including lire right to be counted ill constituting a quorum, to
participate in the proceedings of the board, and to vote upon any and all matters. No alternate
may have more than one vole at any meeting of die Board, and any Member's designalion of an
alternate shall be delivered in writing (which may be by electronic mail) to die Authority and shall
be efTcetive. until such alternate: is replaced by his or her governing body or is no longer a
Supervisor, unless otherlvise specillcd in such appointment. Any vacancy shall be filled by the
governing body of the Member in lie same manner provided in this paragraph c..
d. Any person who is not a member of the governing body of a Member and who
attends a meeting oar behalf ol- such Member may not vote or be counted toward a quorum but
may, at the discretion of the Chair, participate in open meetings he or she attends.
C. Each Associate Member may designate a non- voting representative to the Board
who may not be coupled toward a quorum but who may attend open meetings, propose agenda
items and otherwise participate in Board Meetings.
1'. Delegates shall not receive compensation for serving as Delegates, but pray claim
and receive reimburscrrrent for expenses actually incurred in connection with such service
pursuant to rules approved by the Board and subject to the availability of funds.
g. The Board shall have the power, by resolution, to (lie extent permitted by the Act
or any other applicable law, to exercise any powers of the Authority and to delegate any of its
functions to the 1''xecti6ve Committee or one or more Delegates, officers or agents of the
Authority, and to cause any authorized Delegate, officer or agent to take any actions and execute
arty documents for and in the nanne and on behalf of the Board or the Aullrority.
h. The Board may establish such committees as it deerrrs necessary for arty lawful
purpose; such commi(lces are advisory only and may not act or purpor( t.o act oil behalf of the
Board or die Authority.
i. The Board shall develop, or cause to be developed, and review, modify as
necessary, and adopt each Program.
8. Meetings of the Board
a. The Board shall meet at least once annually, but may meet more frequently upon
call of any officer or as provided by resolution of the Board.
b. Meetings of tlrc Board shall be called, noticed, held and conducted pursuant to the
provisions of flit: Ralph M. Brown Act, Chapter 9 (commencing with Section 51950) of Part I of'
Division 2 of "Title 5 of the Government Code of the State of California.
C. The Sccrctary of the Authority shall cause minutes of all meetings of the Board to
be taken and distributed to each Member as soon as possible after each mccting.
d. The lesser of twelve (12) Delegates or a majority of the number of' current
Dcleprtes shall constitute a quorum for transacting business at any meeting of the Board, except
Exhibit A
that less than a quorum may act to adjourn a meeting. L;ach Delegate shall have one vote.
C. Meetings may be held at any location designated in notice properly given for a
meeting and may be conducted by t.eleplhonic or similar means in any manner otlhcnvise allowed
by law.
a. The Board shall elect a chair and vice chair from among the Delegates at the
Board's mhnual meeting who shall serve a term of one (1) year or until their respective successor is
elected. The chair sliall conduct (lie meetings of the Board and perform such other duties as may
be specified by resolution of the Board. The vice chair shall perform such duties in the absence or
in the event of the unavailability of the chair.
b. The Board shall contract annually wRtlh RCRC to administer the Agreement and to
provide administrative services to die Authority, mid die President mid Chief Executive Officer of
RCRC shall serve ex o/%icio as Executive Director, Secretary, Treasurer, and Auditor of (lie
Authority. As chief' executive of the Authority, the Executive Director is aullhorized to execute
contracts and other obligations of the Authority, unless prior Board approval is required by a third
party, by law or by Board specification, mid to perform other duties specified by die Board. The
Executivc Director may appoint such other officers as may be required for die orderly conduct of
the Authority's business and affairs who shall serve at the pleasure of the Executive Director.
Subject to the applicable provisions of any indenture or resolution providing for a trustee or other
fiscal agent, die Executive Director, as Treasurer, is designated as (lie custodian of the Authority's
funds, from whatever source, and, as such, shall have the powers, duties and responsibilities
specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have die powers,
duties and responsibilities specified in Seddon 6505.5 of tlhe Act.
C. The Legislative Advocate for the Authority shall be die Rural County
Representatives of California.
d. The Treasurer and Auditor are public officers who have charge of', handle, or have
access to all property of tie Authority, and a bond for such officer in the amount of at least one
hundred thousand dollars (5100,000.00) slhall be obtained at the expense of' [lie Authority and
filed with the 1;xccu11vc Director. Such bond may secure [lie faithful performance of such
officer's duties with respect to another public office if such bond in at least die sane amount
specifically mentions [lie office of the Authority as required herein. The Treasurer and Auditor
shall cause periodic independent audits to be made of the Authority's books by a certified public
accountant, or public accountant, in compliance with Section 6505 of the Act.
C. The business of the Authority shall be conducted under the supervision of the
1xecutive Director by RCRC personnel.
1 Committee
Exhibit A
The Aullroril.y shall appoint nine (9) members of iLs Board to serve on an I, xccutive
Cornmillccw
h. Powers and Limitations
The Executive Committee shall act, in an advisory capacity and make
recommendations to tile: Aulhority Board. Duties will include, but not be limited to, review of the
quarterly and annual budgets, service as Lire Audit Committee for the Aulhority, periodically
review tills Agreement; and complete any other tasks as may be assigned by (lie Board. The
Executive Committee shall be subject to all limitations imposed by this Agreement, other
applicable law, ail(] resolutions of the Board.
uorum
A majority of the Executive Committee shall constitute a quorum for transacting
business of the Executive Committee.
i
Upon termination of this Agreement, all remaining assets and liabilities of Lite Authority
shall be distributed to the respective Members in such manner as shall be determined by the
Board and in accordance with tie law.
This Agreement shill not he exclusive, and each Member expressly reserves its rights to
carry out oilier public capital improvements and programs as provided for by law and to issue
other obligations for those purposes. Tills Agreement shall not be deemed to amend or alter lire
terms of other agreements among the Members or Associate Members.
WfliTi3if41W i i ll ,
The Authority shall by resolution adopt a Conflict of Interest Code as required by larw.
Contributions or advances of public tuners and of personnel, equipment or property may
be made to the Aullrorily by any Member, Associate Member or any other public agency to
further the purpose of this Agreement. Payment of public fiends may be rnadc to defray the cost of
any contr-ibuliou. Any advance may be made subject to repayment, and ill that case shall be repaid
in the manner agreed upon by the advancing Member, Associate Member or other public agency
and Lhc Authority at the time of making tic advance.
15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses
a. The liscal ),car of the Authority shall be the period from January 1 of each year to
and including the following December 31, except for any partial fiscal year resulting born a change
Exhibit A
in accounting based oil a dillerent fiscal year previously.
1). Prior to die beginning of each fiscal year, (lie Board shall adopt a budget for the
succeeding fiscal year.
C. The Authority shall establish and maintain such funds and accounts as may be
required by generally accepted accounting principles. The books and records of the Authority are
public records and shall be open to inspection at all reasonable limes by each Member and its
representatives.
d. The Auditor shall either make, or contract with a certified public accountant or
public accountant to make, an annual audit of die accounts and records of t►e Authority. The
minimum requirements of the audit shall be those prescribed by file State Controller for special
districts under Section 26909 of' the Government Code of the State of California, and shall
conl'orm to generally accepted auditing standards. When an audit of accounts and records is made
by a certified public accountant or public accountant, a report (hereof shall be filed as a public
record with each Member (and also with the auditor of Sacramento County as die county in which
[lie Authority's office is located) within 12 months after die end of the fiscal year.
C. In any year in which the annual budget of the Authority does not exceed live
thousand dollars (55,000.00), die Board may, upon unanimous approval of the Board, replace die
annual audit with an ensuing one -year period, but in no event for a period longer than hvo fiscal
years.
I1' any Member or Associate Member shall delault in performing any covenant contruned
herein, such default shall not excuse that Member or Associate Member from fidlilling its other
obligations hereunder, and such defaulting Member or Associate Member shall remain liable for
lie performance of all covenants hereof. Each Member or Associate Member hereby declares
that this Agreement is entered into for die benefit of die Authority created hereby, and each
Member or Associate Member hereby grants to the Authority the right to enforce, by whatever
lawful means the Authority deems appropriate, all of die obligations of each of the parties
hereunder. Each and all cif the remedies given to the Authority hereunder or by any law now or
hereafi.er enacted are cumulative, and the exercise of one right or remedy shall not impair- the right
of the Authority to any or all other remedies.
To (lie full extent permitted by law, Ilie Board may authorize indemnification by die
Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or
other agent of the Authority, and who «vas or is a party or is tureatened to be made a party to a
proceeding fry reason of [lie fact that such person is or was such a Delegate, alternate, officer,
consultant, employee or other agent of' file Authority. Such indemnification may be made against
expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in
connection wilh such proceeding, if such person acted in good failh and in a manner such person
reasonably believed to be in the best interests of tic Authority anti, in (lie case of a criminal
Exhibit A
proceeding, had no reasonable cause to believe his or her conduct was unlawful and, in the case of
an action by or in the right of the Authority, acted WI'dI such care, including reasonable inquiry, as
an ordinarily prudent person in a like position would use under similar circumstances.
W.11SEA"IflTIRM
All of (lie privileges and immunities from liabilities, exemptions From law, ordinances and
rules, all pension, relief, disability, workers' compensation and other benefits which apply to the
activity of officers, agents or employees of any of the Members or Associate Members when
Performing their respective functions, shall apply to them to the same degree and extent while
engaged as Delegates or otherwise as an officer, agent or other representative of the Authority or
while engaged in the performance of any of t1teir functions or duties under the provisions of this
Agreement.
1; a /1 X11 1
This Agreement may be amended by the adoption of the amendment by the governing
bodies of a majority of the Members. The amendment shall become eflcc6ve on the first day of
the month following [lie last required nreinber agency approval. An runendment may be initiated
by the Board, upon approval by a majority of [lie Board. Any proposed amendment, including lie
text of the proposed change, shall be given by the Board to each Member's Delegate for
presentation and action by each Member's board within 60 days, which time may be extended by
the Board.
The list of Members, Attachment 1, may be updated to reflect new and /or withdrawn
Members without requiring formal amendment of [lie Agreement by [lie Authority Board of
Directors.
If a Member- withdraws as member of RCRC, its membership in the Authority shall
automatically terminate. A Member or Associate Member may withdraw from dais Agreement
upon written notice to the Board; provided however, that, no such �- vithdrawal shall result iii die
dissolution of the Authority as long as any Bonds or other obligations of the Authority remain
outstim( ling. Any such withdrawal shall become effective thirty (30) days after a resolution adopted
by lie Member's governing body which authorizes withdrawal is received by the Authority.
Notwithstanding the foregoing, any termination of membership or withdrawal from the Authority
shall not operate to relieve any terminated or wit drawing Member or Associate Member from
Obligations incurred by such tcrminated or withdrawing Member or Associate Member prior to
the time of ils termination or withdrawal.
a. Cotuiterparts. `phis Agreement may be executed in several counterparts, each of
which shall be an original and all of which shall constitute but one and lie saune instrumenl.
b. Construction. The section headings herein are for convenience only and are not to
IM MOITF-11
be constmed its modifying or governing die buiguage in die section referred to.
C. Approvals. Wherever in this Agrectnent ;my consent or approval is required, die
same shall not be unreasonably witlilield.
AS ADOPTED BY THE MEMBERS:
. ........................... . . . . . ......................
1,9IGNA TUWLKS ON 1,01J, 0 141'INC PACES]
Exhibit A
SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS
NAME OF COUNTY OR CITY:
City of El Segundo
By:
Name: 4mr. e ..arpenter
Title: City Manager
Attest:
Y
IV
B ll' ?
[Clerk 6flhe lylard ; ulrervis r r,C i,ty Clerk]
l'
A nEIS EXEC.I;jTIOI"1 PLEA E SEND TO:
Golden State Finance Authority
(formerly California Home Finance Authority)
1215 K Street, Suite 1650
Sacramento, CA 95814
82671.0000019603861.1
i 0 F 0 FORM:
0 ATTORNi°
Exhibit A
ATTACHMENT 1
CALIFORNIA HOME FINANCE AUTHORITY MEMBERS
As of t_ e e,a.nber 10 , 01